Jamf Holding Corp.·4

Feb 3, 7:38 PM ET

LENDINO JEFF 4

Research Summary

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Jamf (JAMF) CLO Jeff Lendino Sells Shares in Merger Cash-Out

What Happened

  • Jeff Lendino, Chief Legal Officer of Jamf Holding Corp., had a total of 472,785 stock-related units disposed (converted to cash) in connection with the company’s merger effective Jan 30, 2026, receiving approximately $5.64 million.
  • Breakdown: 390,627 common shares were cancelled and converted at $13.05 per share for $5,097,682; 53,148 derivative units converted into $401,799 (effective per-unit cash $7.56); and 29,010 derivative units converted into $140,408 (effective per-unit cash $4.84).
  • This was not an open-market sale but a disposition-to-issuer (cash-out) under the Merger Agreement — routine when a company is bought for cash.

Key Details

  • Transaction date: January 30, 2026. Form 4 filed Feb 3, 2026 (Accession 0001104659-26-009901).
  • Prices: $13.05 per common share; $7.56 and $4.84 per derivative unit (reported as dispositions).
  • Total cash received: $5,639,889 (sum of the three reported dispositions).
  • Shares owned after transaction: not specified in the provided filing details.
  • Footnotes:
    • F1: All issued and outstanding common shares were cancelled and converted into the right to receive $13.05 per share under the Merger Agreement.
    • F2: 307,238 unvested restricted stock units (RSUs) were converted into cash awards equal to $13.05 per share; those Converted Cash Awards will vest/pay out according to the original RSU vesting schedule (subject to continued service and withholding).
    • F3: Stock options were cancelled and converted into cash equal to the number of option shares times the excess (if any) of $13.05 over the option exercise price (i.e., the cash value reflects the option spread).
  • Timeliness: Filing does not indicate a late (L) report.

Context

  • This transaction is a merger cash-out (disposition-to-issuer), not a voluntary open-market sale; proceeds reflect the merger consideration and option/RSU settlements, not a directional bet by the insider.
  • For the derivative items: RSUs were exchanged for cash payable as Converted Cash Awards (subject to vesting), while options were cashed out for their intrinsic value (the spread), per the Merger Agreement.